UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission file number 0-25844

TAITRON COMPONENTS INCORPORATED

(Exact name of registrant as specified in its charter)

California		95-4249240
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

28040 West Harrison Parkway, Valencia, California		91355
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (661) 257-6060

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, $.001 par value		TAIT		NASDAQ Capital Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☑

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “larger accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☑	Smaller reporting company	☑
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑

The aggregate market value of common stock held by non-affiliates of the registrant, based upon the closing price of the common stock as reported by The Nasdaq Capital Market, was approximately $8.3 million as of the last business day of the registrant’s most recently completed second fiscal quarter ended June 30, 2024.

Number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date:

Class		Outstanding on March 15, 2025
Class A common stock, $.001 par value		5,258,568
Class B common stock, $.001 par value		762,612

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive proxy statement pursuant to Regulation 14A in connection with the 2025 annual meeting of shareholders are incorporated by reference into Part III of this Form 10-K. The proxy statement will be filed with the SEC not later than 120 days after the registrant’s fiscal year ended December 31, 2024.

TABLE OF CONTENTS

		Page
PART I

Item 1.	Business	4
Item 1A.	Risk Factors	7
Item 1B.	Unresolved Staff Comments	12
Item 1C.	Cybersecurity.	12
Item 2.	Properties	12
Item 3.	Legal Proceedings	12
Item 4.	Mine Safety Disclosures	12

PART II
Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	13
Item 6.	[Reserved]	13
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	16
Item 8.	Financial Statements and Supplementary Data	17
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	34
Item 9A.	Controls and Procedures	34
Item 9B.	Other Information	34
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	34

PART III
Item 10.	Directors, Executive Officers and Corporate Governance	35
Item 11.	Executive Compensation	35
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	35
Item 13.	Certain Relationships, Related Transactions and Director Independence	35
Item 14.	Principal Accounting Fees and Services	35

PART IV
Item 15.	Exhibits, Financial Statement Schedules	36
Item 16.	Form 10-K Summary	36

Signatures		37

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K contains statements which constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements represent our expectations or beliefs concerning future events, including the following: any statements regarding future sales, costs and expenses and gross profit percentages; any statements regarding the continuation of historical trends; any statements regarding expected capital expenditures; and any statements regarding the sufficiency of our cash balances and cash generated from operating and financing activities for future liquidity and capital resource needs, and are usually denoted by words or phrases such as “believes,” “plans,” “should,” “expects,” “thinks,” “projects,” “estimates,” “anticipates,” “will likely result,” or similar expressions. We wish to caution readers that all forward-looking statements are necessarily speculative and not to place undue reliance on forward-looking statements, which speak only as of the date made, and to advise readers that actual results could vary due to a variety of risks and uncertainties, some of which are discussed in this report in the Part I, Item 1A. Risk Factors and elsewhere in this report. Except as required by law, we undertake no obligation to update forward-looking statements.

References to “Taitron”, “the Company”, “the company”, “we,” “our” and “us” refer to Taitron Components Incorporated and its divisions, unless the context otherwise requires.

	Number of securities to be issued upon exercise of outstanding options, warrants and rights		Weighted -average exercise price of outstanding options, warrants and rights		Number of securities remaining available for future under equity compensation plans (excluding securities reflected in column (a))
Plan Category	(a)		(b)		(c)
Equity compensation plans approved by security holders		201,567	$	3.22		522,767
Equity compensation plans not approved by security holders		-		-		-
Total		201,567	$	3.22		522,767

	Twelve Months Ended December 31,
	2024			2023
Operating activities	$	(258,000	)	$	3,150,000
Investing activities	$	(547,000	)	$	(1,011,000	)
Financing activities	$	(1,204,000	)	$	(1,148,000	)

		Page

Report of Independent Registered Public Accounting Firm (PCAOB ID 820)		18
Consolidated Balance Sheets		20
Consolidated Statements of Operations and Comprehensive Income		21
Consolidated Statements of Shareholders’ Equity		22
Consolidated Statements of Cash Flows		23
Notes to Consolidated Financial Statements		24

/s/ Ramirez Jimenez International CPAs
Irvine, California
March 31, 2025

	December 31,			December 31,
	2024			2023
Assets
Current assets:
Cash and cash equivalents	$	4,208,000		$	6,205,000
Accounts receivable, less allowances of $7,000		421,000			92,000
Short-term investments (Note 2)		5,179,000			3,630,000
Inventories, less reserves for obsolescence of $5,152,000, and $5,141,000, respectively (Note 3)		2,949,000			2,597,000
Prepaid expenses and other current assets		122,000			283,000
Total current assets		12,879,000			12,807,000
Property and equipment, net		3,029,000			2,970,000
Deferred taxes		1,542,000			2,043,000
Other assets (Note 5)		186,000			186,000
Total assets	$	17,636,000		$	18,006,000

Liabilities and Equity
Current liabilities:
Accounts payable	$	251,000		$	194,000
Accrued liabilities		822,000			969,000
Total current and total liabilities		1,073,000			1,163,000

Commitments and contingencies (Note 12)

Equity:
Shareholders’ equity:
Preferred stock, $0.001 par value. Authorized 5,000,000 shares; None issued or outstanding		-			-
Class A common stock, $0.001 par value. Authorized 20,000,000 shares; 5,258,568 shares issued and outstanding		5,000			5,000
Class B common stock, $0.001 par value. Authorized, issued and outstanding 762,612 shares		1,000			1,000
Additional paid-in capital		11,484,000			11,474,000
Accumulated other comprehensive loss		(49,000	)		(61,000	)
Retained earnings		5,122,000			5,424,000
Total shareholders’ equity		16,563,000			16,843,000
Total liabilities and equity	$	17,636,000		$	18,006,000

											Accumulated
	Common Stock								Additional		Other
	Class A				Class B				Paid-in		Comprehensive			Retained			Total
	Shares		Amount		Shares		Amount		capital		Income (Loss)			Earnings			Equity
Balances at December 31, 2022		5,233,568	$	5,000		762,612	$	1,000	$	11,407,000	$	(58,000	)	$	4,781,000		$	16,136,000
Consolidated net income		-		-		-		-		-		-			1,845,000			1,845,000
Other comprehensive loss		-		-		-		-		-		(3,000	)		-			(3,000	)
Exercise stock options		25,000		-		-		-		54,000		-			-			54,000
Amortization of stock based compensation		-		-		-		-		13,000		-			-			13,000
Cash dividends		-		-		-		-		-		-			(1,202,000	)		(1,202,000	)
Balances at December 31, 2023		5,258,568	$	5,000		762,612	$	1,000	$	11,474,000	$	(61,000	)	$	5,424,000		$	16,843,000
Consolidated net income		-		-		-		-		-		-			902,000			902,000
Other comprehensive income		-		-		-		-		-		12,000			-			12,000
Amortization of stock based compensation		-		-		-		-		10,000		-			-			10,000
Cash dividends		-		-		-		-		-		-			(1,204,000	)		(1,204,000	)
Balances at December 31, 2024		5,258,568	$	5,000		762,612	$	1,000	$	11,484,000	$	(49,000	)	$	5,122,000		$	16,563,000

	As of December 31, 2024
	Level 1		Level 2		Level 3		Total
Marketable securities		5,179,000		-		-		5,179,000
	$	5,179,000	$	-	$	-	$	5,179,000

	As of December 31, 2023
	Level 1		Level 2		Level 3		Total
Certificates of deposit				199,000				199,000
U.S. Treasury securities				197,000				197,000
Mortgage-backed securities				50,000				50,000
Corporate debt securities				198,000				198,000
Marketable securities		2,986,000		-		-		2,986,000
	$	2,986,000	$	644,000	$	-	$	3,630,000

	Year Ended December 31,
	2024
Weighted-average grant date fair value per share		$0.14 - $0.19
Risk-free interest rate		4.2	%
Dividend yield		5.9	%
Expected term (in years)		10
Volatility		15	%

	Number of Shares			Weighted Average Exercise Price		Weighted Average Years Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2022		224,600		$	2.45		5.0	$	492,000
Exercised		(25,000	)		2.14		-		-
Forfeited		(3,000	)		0.96		-		-
Outstanding at December 31, 2023		196,600		$	3.25		5.5	$	112,000
Granted		20,000			2.69		7.0		-
Forfeited		(15,000	)		2.95		-		-
Outstanding at December 31, 2024		201,600		$	3.22		5.2	$	30,000
Exercisable at December 31, 2024		161,400		$	3.24		4.7	$	30,000

	Twelve Months Ended December 31,
	2024			2023
Net product revenue	$	4,141,000		$	6,108,000
Cost of products sold		2,023,000			2,660,000
Gross profit		2,118,000			3,448,000

Selling, general and administrative expenses		2,222,000			2,248,000
Operating (loss)income		(104,000	)		1,200,000

Interest income, net		289,000			221,000
Other income, net		1,230,000			836,000
Income before income taxes		1,415,000			2,257,000

Income tax provision		(513,000	)		(412,000	)

Net income	$	902,000		$	1,845,000

Net income per share: Basic - Class A	$	0.15		$	0.31
Basic - Class B	$	0.15		$	0.31
Diluted - Class A	$	0.15		$	0.31
Diluted - Class B	$	0.15		$	0.31

Weighted average shares outstanding: Basic - Class A		5,258,568			5,242,665
Basic - Class B		762,612			762,612
Diluted - Class A		5,258,568			5,267,665
Diluted - Class B		762,612			762,612

Cash dividends declared per common share	$	0.200		$	0.200

Net income	$	902,000		$	1,845,000
Other comprehensive income:
Foreign currency translation adjustment		12,000			(3,000	)
Comprehensive income		914,000			1,842,000

	Twelve Months Ended December 31,
	2024		2023
Primary geographical markets:
United States	$	3,867,000	$	5,753,000
Asia		261,000		327,000
Other		13,000		28,000
		4,141,000		6,108,000
Major product lines:
ODM projects	$	3,090,000	$	3,900,000
ODM components		1,034,000		2,149,000
Distribution components		17,000		59,000
		4,141,000		6,108,000
Timing of revenue recognition:
Products transferred at a point in time	$	4,141,000	$	6,108,000

	December 31,
	2024			2023
Land	$	1,284,000		$	1,284,000
Buildings and improvements		5,267,000			5,075,000
Furniture and equipment		799,000			801,000
Computer software and hardware		642,000			600,000
Total Property and Equipment		7,992,000			7,760,000
Less: Accumulated depreciation and amortization		(4,963,000	)		(4,790,000	)
Property and Equipment, net	$	3,029,000		$	2,970,000

	Year Ended December 31,
	2024		2023
Current:
Federal	$	-	$	339,000
State		11,000		62,000
		11,000		401,000
Deferred:
Federal		318,000		12,000
State		184,000		(1,000	)
Decrease in valuation allowance		-		-
		502,000		11,000

Income tax provision	$	513,000	$	412,000

	Year Ended December 31,
	2024		2023
“Expected” income tax benefit	$	297,000	$	474,000
State tax expense, net of Federal benefit		8,000		49,000
Permanent differences		(21,000)		-
State deferred asset effect		(98,000)		-
Unrealized gain		236,000		-
Other		91,000		(111,000	)
Income tax provision	$	513,000	$	412,000

	Year ended December 31,				December 31,
	2024		2023		2024		2023
					Long-lived		Long-lived
	Revenues		Revenues		Assets		Assets
United States	$	3,867,000	$	5,753,000	$	2,318,000	$	2,224,000
South Korea		194,000		256,000		-		-
China		58,000		62,000		551,000		592,000
Taiwan		7,000		10,000		160,000		154,000
Other foreign countries		15,000		27,000		-		-
Total	$	4,141,000	$	6,108,000	$	3,029,000	$	2,970,000

Exhibits No.		Description
3.1		Amended and Restated Articles of Incorporation. Incorporated by reference from Exhibit 3.1 to the registrant’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on April 10, 2020.
3.2		Bylaws. Incorporated by reference from Exhibit 3.2 to the registrant’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on April 10, 2020.
10.1+		2018 Omnibus Incentive Plan. Incorporated by reference from Appendix A to the registrant’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2018.
21.1*		List of Subsidiaries. Incorporated by reference from Exhibit 21.1 to the registrant’s Annual Report on Form 10-K for the year ended December 31, 2009 filed with the Securities and Exchange Commission on March 31, 2010.
23.1*		Consent of Independent Registered Public Accounting Firm – Ramirez Jimenez International CPAs
24.1*		Power of Attorney (contained on the signature page hereof)
31.1*		Principal Executive Officer - Section 302 Certification
31.2*		Principal Financial Officer - Section 302 Certification
32**		Principal Executive and Principal Financial Officers - Section 906 Certification
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Extension Schema
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase
101.DEF*		XBRL Taxonomy Extension Definition Linkbase
101.LAB*		XBRL Taxonomy Extension Label Linkbase
101.PRE*		XBRL Taxonomy Extension Presentation Linkbase
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	TAITRON COMPONENTS INCORPORATED

Dated: March 31, 2025	By:	/s/ Stewart Wang
		Stewart Wang
		Chief Executive Officer

Dated: March 31, 2025	By:	/s/ David Vanderhorst
		David Vanderhorst
		Chief Financial Officer

Signature	Title	Date

/s/ Johnson Ku	Chairman of the Board	March 31, 2025
Johnson Ku

/s/ Stewart Wang	Director, Chief Executive Officer and President	March 31, 2025
Stewart Wang	(Principal Executive Officer)

/s/ Richard Chiang	Director	March 31, 2025
Richard Chiang

/s/ Chi-Lin Chung	Director	March 31, 2025
Chi-Lin Chung

/s/ Dubravka. Pineda	Director	March 31, 2025
Dubravka. Pineda

/s/ David Vanderhorst	Chief Financial Officer	March 31, 2025
David Vanderhorst	(Principal Financial and Accounting Officer)

SEC Form 10-K filed by Taitron Components Incorporated